Morgan Stanley Leveraged Finance...

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Haya Real Estate 1 Presentación Corporativa 1 April 2019 Morgan Stanley Leveraged Finance Conference Corporate Presentation

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Page 1: Morgan Stanley Leveraged Finance Conferencecorporate.haya.es/static/pdf/corporate_presentation_april_2019.pdfHaya Real Estate 66 6. 40 45 34 31 30 7 7 4. Notes: (1) AuMs in Spain only

Haya Real Estate 1Presentación Corporativa 1

April 2019

Morgan Stanley Leveraged

Finance Conference

Corporate Presentation

Page 2: Morgan Stanley Leveraged Finance Conferencecorporate.haya.es/static/pdf/corporate_presentation_april_2019.pdfHaya Real Estate 66 6. 40 45 34 31 30 7 7 4. Notes: (1) AuMs in Spain only

Haya Real Estate 222

Disclaimer

The purpose of this presentation is purely informative. The information contained in this presentation is subject to, and must be read in conjunction with, all other publicly available information, including,

where relevant any fuller disclosure document published by Haya Real Estate, S.L. (together with any of its subsidiaries, “Haya Real Estate”). Any person at any time acquiring securities must do so only on the

basis of such person’s own judgment as to the merits or the suitability of the securities for its purpose and only on such information as is contained in such public information having taken all such profession

or other advice as it considers necessary or appropriate in the circumstances and not in reliance on the information contained in this presentation. No investment activity should be undertaken on the basis of

the information contained in this presentation. In making the presentation available, Haya Real Estate gives no advice and makes no recommendation to buy, sell or otherwise deal in any securities or

investments whatsoever.

Neither this presentation nor any of the information contained therein constitutes an offer to sell or the solicitation of an offer to buy any securities.

This presentation contains forward-looking statements regarding Haya Real Estate’s financial position and plans for future operations. All statements other than statements of historical facts may be forward-

looking statements. These forward-looking statements speak only as of the date of the notice and are subject to a number of factors that could cause actual results to differ materially from any expected

results in such forward-looking statements. Haya Real Estate expressly disclaims any obligation or undertaking to update or revise any forward-looking statement (except to the extent legally required).

Haya Real Estate uses certain alternative performance measures (APMs), which have not been audited, including adjusted EBITDA and Free Cash Flow, to benchmark and compare performance, both between

its own operations and as against other companies for a better understanding of Haya Real Estate financial performance. These measures are used, together with measures of performance under the

International Financial Reporting Standards (IFRS), to compare the relative performance of operations in planning, budgeting and reviewing the performance of its business. Haya Real Estate believes that

EBITDA-based and other measures are useful and commonly used measures of financial performance in addition to net profit, operating profit and other profitability measures under IFRS because they

facilitate operating performance comparison from period to period and company to company. By eliminating potential differences in results of operations between periods or companies caused by factors

such as depreciation and amortization methods, historic cost and age of assets, financing and capital structures and taxation positions or regimes, Haya Real Estate believes that EBITDA-based and other

measures can provide a useful additional basis for comparing the current performance of the underlying operations being evaluated. For these reasons, Haya Real Estate believes that EBITDA-based and

other measures are regularly used by the investment community as a means of comparison of companies in the industry. However, these measures are considered additional disclosures and in no case

replace the financial information prepared under IFRS. Moreover, the way Haya Real Estate defines and calculates these measures may differ to the way similar measures are calculated by other companies.

Accordingly, they may not be comparable.

Regarding any data which may have been provided by third parties, neither Haya Real Estate, nor any of its administrators, directors or employees, either explicitly or implicitly, guarantees that these

contents are exact, accurate, comprehensive or complete, nor are they obliged to keep them updated, nor to correct them in the case that any deficiency, error or omission were to be detected. Moreover, in

reproducing these contents in by any means, Haya Real Estate may introduce any changes it deems suitable, may omit partially or completely any of the elements of this document, and in case of any

deviation between such a version and this one, Haya Real Estate assumes no liability for any discrepancy.

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Haya Real Estate 333

Haya’s Differentiated Value Proposition

Attractive NPA

Market with

strong Spanish

macro

Well Positioned to

Increase Market

Share and Grow

New Services

and Geographies

Leading

Independent

Multi-Client

NPA Servicer

in Spain

Unique Platform

with Strong

Client Focus &

Diversified

Service Offering

Scalable and

Independent

Technology Platform

for Financial

Institutions

Strong &

Predictable FCF

from LT

contracts

1

2

34

5

6

Led by Experienced Management Team

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Haya Real Estate 444

Haya IS and WILL BE Leading Servicer in Spanish NPA MarketHaya is uniquely positioned to increase its current share in the Spanish NPA market, which will continue to be one of the largest in

Europe.

1

1) AuM growth calculated since the acquisition of Bankia’s servicing business (REOs & NPLs) in 2013.

• Leading player managing ~€40bn in AUMs and ~15% market share

• Providing services to broadest client base

• Proven contract award and integration track record combined with business stickiness

• Best service provided to all relevant clients (i.e. Sareb)

Leading Independent

Multi-Client Servicing

Platform

Unique Technology

Capabilities

• 100% own platform independent from third party IT platforms

• Multi-client design allowing customized integration capabilities

• Advanced and integrated Data Warehouse providing data analytics and integrated market intelligence products

Strong Track Record in

New Business

Awarding

• Haya is uniquely positioned to attract new contracts/portfolios in the short to medium term, due to its

demonstrated experience and track record

• Natural servicer for portfolios sold on behalf of current clients

• Institutional funds, insurance companies as recent examples

Well Positioned to

Explore New Growth

Avenues

• Alternatives are being analyzed to leverage capabilities in relation to the servicing of additional portfolios:

Spanish financial institutions and other third parties

• Increase the scope of services currently offered/contracted to existing and new clients (unsecured debt,

services to developers, C2C)

• Opportunity to enter new international markets that have clear room for consolidation

Led by Best

Management Team

• Led by best management team in the industry with proven track-record and experience

• Successful portfolios integration with >15 clients on-boarded

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Haya Real Estate 555

Source: Company information.

2015 2016

• Acquisition of ABS

manager Ahorro y

Titulización (now Haya

Titulización. €47BN

AuM)

• Acquisition of

Gesnova (Property

Management / rental

platform)

20172014

(RED portfolio)

5 yrs

(REO & RED portfolio)

10 yrs

Building the Platform Efficiencies, Value Proposition and Ancillary Services

Acquisition of

100% of Haya

(REO & RED portfolio)

2013

10 yrs

(RED portfolio)

End disposal

Integration of

Patron

Properties (CRE

and residential

appraisal services)

Acquired from

2018

Institutional

Investor

10 yr 5 yr

Insurance

Company

End of disposal

Institutional

Investor

8 yrs

(REO)

End of disposal

(REO & RED) (RED)

(REO)

End of disposal

Acquired from

(RED)

End of disposal

End of disposal

End of disposal

Acquired from

7 yrs

(REO)

Financial

Institution

1 yr

(REO)

(RED) (RED) (REO)

Acquired from

End of disposal

(REO)

Evolution of Haya Since Inception1

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Haya Real Estate 666

4045

34

3130

7

7 4

Notes: (1) AuMs in Spain only from company reports, websites, and press releases. Aktua and Servihabitat as of 2016; Anticipa as of 2015; (2) doBank announced acquisition of 85% stake, expected to close in May 2019; (3) Acquired by Santander; (4) Contract for BBVA’s future REOs inflows in Spain. (5) Caixa repurchased TPG´s participation and the 80% was sold to Lone Star in July 2018; (6) Intrum announced acquisition and is expected to close in Q2 2019. (7) Inclusive of Apple contract.

Main Clients

Ownership 100%

Cerberus

80% Lone Star(5)

20% Caixabank100% Blackstone(6)

51% Blackstone

49% Popular-

Santander(3)

85%(2) doBank

15% Santander

AuMs

(€ BN) (1)

(3)

(6)(4)

-

Leading Independent Multi-Client NPA Servicer in Spain

80% Intrum(6)

20% Sabadell

-

Other42(7)

1

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Haya Real Estate 777

Spanish NPA Market is Second Largest in Europe

Source: Oliver Wyman.

NPAs Volume in Europe (Excl. Funds) NPL Ratios for BanksNPLs as % of Total Gross Loans, 2017

Italy

226

Spain

215

France

142

Greece

107

73Belgium

Poland

Austria20

16

14

14

Denmark

Sweden

UK

69

33Ireland

45

Portugal

20

Germany41

Netherlands

21

Cyprus

NPLs

NPAs

Including

funds, total

NPAs amount

to €285 BN

45.6%

2

2017, GBV, € BN, top-15 EU Countries by NPL Stock

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Haya Real Estate 888

NPA Market OutlookTotal Spanish NPA could reach a stock of c.€200bn by 2022

NPA Volumes Outlook in Spain (includes banks and funds)

194

259 250210

190 181 168100-

110

111

114 123

121127 133

117

90-95

305

373 374

331316 315

285

~200

2012 2013 2014 2015 2016 2017 2018 2020F

NPLs REOs

Includes the latest

transaction from

Cerberus and

Blackstone

Banks have announced NPL

targets of ~3-5% by 2020 and

NPA target of 6-8%

Source: Oliver Wyman.

2

2012-2020F, GBV, € BN

2022F

Page 9: Morgan Stanley Leveraged Finance Conferencecorporate.haya.es/static/pdf/corporate_presentation_april_2019.pdfHaya Real Estate 66 6. 40 45 34 31 30 7 7 4. Notes: (1) AuMs in Spain only

Haya Real Estate 999

Unique Platform with Strong Client Focus

Asset owner trends / requirements

Maximize recovery value

One-stop-shop for value added

services

Full compliance & impeccable

reputation

Speed-up recovery of REDs and

REOs

Fully deployed IT platform

Current oriented value proposition aimed to maximize client return with the best service and cost proposition.

Regulatory pressure on

financial institutions

Proposed EU Directive on Credit

Servicers and Credit Purchasers

New models of credit risk

established by Bank of Spain

Increase level of

professionalization in the

management of NPAs

Banking deleverage; focused on

core activities

Sareb’s life until 2027

Capillarity – strong multi-

channel distribution network

Haya’s Value Proposition

Market Intelligence based on track record and data analytics capabilities

3

Page 10: Morgan Stanley Leveraged Finance Conferencecorporate.haya.es/static/pdf/corporate_presentation_april_2019.pdfHaya Real Estate 66 6. 40 45 34 31 30 7 7 4. Notes: (1) AuMs in Spain only

Haya Real Estate 101010

Servicing Platform with Unique Capabilities2018 Key

ResultsDistribution Operations

REDs

REOs

• €23.5bn of AuMs

• ~130k loans managed

• €2.8bn volumes

• 75% of RED portfolio is

litigated

• ~3,400 claims presented

Top-notch RED management team

• 124 employees for debt recovery with 16

years of experience

• Institutional sales team focused on

institutional investors

Experienced litigation team:

• 108 employees (litigation process)

• 75 external law firms (legal recovery)

• Exclusive core banking IT system (IRIS) and loans

enforcement administration IT platform (Recovery)

• Loan onboarding and administration

• Analysis of recovery strategies

• Management of pre-legal recovery process: DPO, standstill

payoffs, short sales, loan and portfolio sales

• Management of legal recovery process: foreclosures,

insolvency and Deeds in Lieu (DILs)

• Monitoring and reporting of RED AuMs

• €16.1bn of AuMs

• +121k assets under

management

• €2.0bn volumes

• +30k real estate units sold

• +13k rental units managed

Strong distribution network capillarity for

REO commercialization:

• +4,000 brokers

• +100 internal sales force

• +4,000 bank branches

• +70,000 assets published in our website

• +10mn web visits in 2017

• +162,000 offers submitted

• Proprietary RE management IT platform (REM)

• Asset onboarding

• Development/construction/urban planning permits

• Asset maintenance (physical & legal)

• Appraisal and valuation analysis

• Rental / sale strategies

• Marketing campaigns

• Financing and closing (AML, tax, contract, etc.)

• Monitoring and reporting of AuMs

Source: Company information.

3

Page 11: Morgan Stanley Leveraged Finance Conferencecorporate.haya.es/static/pdf/corporate_presentation_april_2019.pdfHaya Real Estate 66 6. 40 45 34 31 30 7 7 4. Notes: (1) AuMs in Spain only

Haya Real Estate 111111

3

1

2

4

5

Advisory

Other Value Services

Securitization

business

Land

Management

&

Development

Services to

Consumers

• Underwriting of 17 portfolios in 2018, among which are Sabadell REOs portfolio (Challenger & Colliseum portfolio), Agora portfolio (NPLs

Caixa), Apple portfolio (Santander REOs)

• Valuations of over 30,000 REO assets and collaterals under management

• Diversified customer base comprising institutional funds

• Manages over c.€27bn AuMs, covered bonds, mortgages-back loans, property developer loans, bank debt and SME loans

• The most active manager in the constitution of FAB (Banks Asset Funds originated by SAREB)

• Further opportunities from direct management of REO owned by managed funds and the constitution of new NPL Funds

• More than 4,300 (+12,900 registered properties) land management projects managed for our core clients

• 33-people, experienced specialized team

• Potential new contract with a developer to commercialize its housing developments (+20 promotions with +600 residential units) located in

different provinces in Spain. Terms in negotiation

• Strong potential to enter the C2C space in selected markets, combining Haya’s capacity to source market opportunities from the various

managed assets at attractive prices

• Cross selling opportunity through referral fees from banks for mortgages originated from Haya asset sales to individuals as well as insurance

and utilities companies to obtain contracts from customers

Property

Management

• Management of 19,796 units (13,490 of which are rented units)

• 45-people, experienced specialized team

• 10 different clients with different profiles: Spanish banks, institutional funds, insurance companies and REITs

• New contracts awarded in 2018 with an insurance company and REITs to manage its property portfolios

3

Page 12: Morgan Stanley Leveraged Finance Conferencecorporate.haya.es/static/pdf/corporate_presentation_april_2019.pdfHaya Real Estate 66 6. 40 45 34 31 30 7 7 4. Notes: (1) AuMs in Spain only

Haya Real Estate 121212

Fully Invested, Independent and Multi–Client IT Platform

Source: Company information.

Fully invested (~€38m) in-house IT and data analytics systems provide Haya with a significant competitive advantage.

100% owned platform independent from third party IT platforms✓

Integration and coverage of the full asset lifecycle from PLs to REO sales✓

Full traceability of assets under management✓

Multi-client design allowing customised integration capabilities✓

Advanced and integrated Data Warehouse providing data analytics and integrated market

intelligence products✓

Ability to provide IT solutions to other servicers✓

Modern architecture based on Tier 1 suppliers with low technological dependency risk✓

4

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Haya Real Estate 131313

Volume fee

60%

Management

fee

31%

Other

revenues

9%

2018 Main Financial Results

Assets

UnderManagement

(GBV as of

December 18)

€39.7BN

Revenues

€273.7MM

Transaction

Volumes (Cash Recovery

as of December

18)

€4.8BN

-1.3% YTD

+13% YoY +7% YoY

Average

volume fee

3.44%

Average

mangmt.

fee 0.21%

Free Cash Flow(2) Net Debt

€122.6MM

+23% YoY

€448.2MM

Cash conversión 92%(3)

Adjusted EBITDA(1)

€132.6MM

-9% YoY

EBITDA margin 48% Leverage ratio 3.4x

5

REDs

59%

REOs

41%

REDs

31%

REO Co

27%

REO

42%

REDs

38%

REO Co

13%

REO

49%

(1) Adjusted EBTIDA is the sum of GAAP operating profit plus D&A, adding back €5.8MM of non recurring costs including IPO and M&A related costs (2) Free Cash Flow is

defined as Adjusted EBITDA less capital expenditures and change in working capital.

Page 14: Morgan Stanley Leveraged Finance Conferencecorporate.haya.es/static/pdf/corporate_presentation_april_2019.pdfHaya Real Estate 66 6. 40 45 34 31 30 7 7 4. Notes: (1) AuMs in Spain only

Haya Real Estate 141414

% of AuMs as

of Dec. 201813% 14% 7% 55% 8% 5% -

Contracted

UntilOct-2028 Jul-2024 Aug-2024 Dec-2019 2026-2028 End of disposal End of disposal

Term 10 years 10 years 7 years 5 years 8 years (+2 yr.) - -

Upfront

Payment€108MM €225MM €85MM €235MM No upfront payment - -

Portfolio

(inflow)

REOs

(Open)

REOs and REDs (NPLs

> 120 days)

(Open)

REOs

(Open, inflows

guaranteed)

REDs (performing and

NPLs) and REO

conversions from those

REDs arising

(Closed)

Current BBVA stock

and future REO inflowsNPLs and REOs REOs

AuMs as of

Dec. 2018

(€BN)

Early-

Termination

Indemnity -

REO

100%

NPL

91%

REO

9%

NPL

87%

REO

13%

NPL

39%

REO

61%

REO

100%

Solid and Sticky Long Term Contracts with Leading FIs

21.75.52.8

Proven contract award and integration track record combined with business stickiness.

5

REO

100%

5.1

Other

Clients

3.01.8

(Apple portfolio)

REO

100%

2.2

2019 Contract

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Haya Real Estate 151515

8.278 9.588 8.98211.918

16.151

38.721 34.358

30.50028.241

23.501

46.999

43.946

39.482 40.159 39.652

2014 EoP 2015 EoP 2016 EoP 2017 EoP 2018 EoP

REOs REDs

2.002 1.912 1.7551.498 1.506

80

956 1.332

1.0901.287

743

792

8521.657

2.002

2.825

3.660

3.939

4.245

4.794

2014 2015 2016 2017 2018

REDs REO Co REO

92

134 137161 165

44

84 82

7984

10

21 16

1725

146

239234

257

274

2014 2015 2016 2017 2018

Volume fee Management fee Other revenues

Solid Activity Levels and Financial Performance

AuMs by product

(€MM)

CAGR 14% CAGR 17%

Revenues by type

(1) Servicing contract signed in March 2019

5

Transaction volumes by product(€MM)(€MM)

CAGR -3%

% Average volume servicing fee

3.26% 3.66% 3.47% 3.80% 3.44%

41,852

Apple1

2,200

Record transaction volumes in 2018 of €4,794MM increased by 13% resulting in revenues of €273.7MM with a 7% growth YoY

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Haya Real Estate 161616

52

93

135

100

123

2014 2015 2016 2017 2018

50

120

133

146

133

2014 2015 2016 2017 2018

EBITDA Margin, FCF Generation and Net Debt

34%

CAGR 28%

Adjusted EBITDA evolution(1)

(€MM)

Free Cash Flow evolution(2)

(€MM)

50% 57% 57% 104% 69% 101% 68%

% Adjusted EBITDA margin: Adjusted EBITDA / Revenues % Cash Conversion: FCF / Adjusted EBITDA

(1) Adjusted EBTIDA is the sum of GAAP operating profit plus D&A, adding back €5.8MM of non recurring costs including IPO and M&A related costs (2) Free Cash Flow is defined as Adjusted EBITDA less capital expenditures and change in working capital. ; (2) Free Cash Flow defined as Adjusted EBITDA less capex less WC variation

Adjusted EBITDA margins ~50% and solid cash flow generation since 2014 with an average of ~€100MM/year

5

48% 92%

314 304

187

443 448

2014 2015 2016 2017 2018

CAGR 24%

Net Debt Position

(€MM)

6.3x 2.5x 1.4x 3.0x 3.4x

Leverage ratio: Net debt / Adjusted EBTIDA

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Haya Real Estate 171717

Well Positioned for Future Growth

International

Expansion

• Opportunity to enter new international markets that have clear room for consolidation

• Ability to capture further growth and hedge portfolio vis-à-vis Spanish macro exposure

Specific Near-Term

Opportunities for

Contract wins

• Divarian (JV Co between Cerberus and BBVA): potential new servicing agreement for the JV Co assets

• Alternatives are being analyzed to leverage capabilities in relation to the servicing of additional portfolios:

• Spanish financials institutions

• Additional Cerberus portfolios

• New servicing contracts of portfolios sold by our clients

Upselling to

Existing Clients or

other 3rd parties

• Increase the scope of services currently offered/contracted to existing clients or to other clients

Valuation

Advisory

Ancillary RE

Services

Cross Selling /

C2C

Property

Management

Land

DevelopmentSecuritization

Debt Services Judicial

Processes

Negotiated

Solutions

Mortgage

MonitoringDebt Recovery

Services to

Developers

• Untapped market potential of land-permit advisory procedures for new builds:

Land

ManagementProject

ManagementCommercialization

• Unique experience in debt recovery and negotiated solutions allows Haya to offer tailored solutions to clients to speed up

processes and ensure documentation and filings are up to date

6

A

B

C

D

E

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Haya Real Estate 181818

Haya’s Differentiated Value Proposition

Attractive NPA

Market with

strong Spanish

macro

Well Positioned to

Increase Market

Share and Grow

New Services

and Geographies

Leading

Independent

Multi-Client

NPA Servicer

in Spain

Unique Platform

with Strong

Client Focus &

Diversified

Service Offering

Scalable and

Independent

Technology Platform

for Financial

Institutions

Strong &

Predictable FCF

from LT

contracts

1

2

34

5

6

Led by Experienced Management Team

Page 19: Morgan Stanley Leveraged Finance Conferencecorporate.haya.es/static/pdf/corporate_presentation_april_2019.pdfHaya Real Estate 66 6. 40 45 34 31 30 7 7 4. Notes: (1) AuMs in Spain only

Haya Real Estate 19Haya Real Estate

Annex 2018 Earnings presentation

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Haya Real Estate 202020

Agenda

Business Review

01

02

03 Financial Review

Key Highlights

Conclusion 04

Page 21: Morgan Stanley Leveraged Finance Conferencecorporate.haya.es/static/pdf/corporate_presentation_april_2019.pdfHaya Real Estate 66 6. 40 45 34 31 30 7 7 4. Notes: (1) AuMs in Spain only

Haya Real Estate 21Haya Real Estate

1. Key Highlights

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Haya Real Estate 222222

FY 2018 - Key Highlights1

✓ Record transaction volumes of €4,794.2MM in 2018 (+13% vs FY 2017), resulting in revenues of

€273.7MM with a 7% growth YoY

✓ Strong free cash flow generation with €122.6MM, +23% YoY, with a cash conversion of 92% in the

period

✓ Five new servicing contracts awarded in 2018 of €4.0BN1 AuMs (REDs: €0.9BN and REOs: €3.1BN)

with Spanish banks, institutional funds and Cerberus.

✓ Assets under management of €39.7BN at December 31, 2018

✓ Adjusted EBITDA of €132.6MM (-9% vs 2017) maintaining a strong Adjusted EBITDA margin of

48%

(1) Figures as of December 2018

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Haya Real Estate 23Haya Real Estate

2. Business Review

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Haya Real Estate 242424

2 2018 Year Review

New servicing contracts

awarded Units onboarded in

2018

• 19,000 REOs units from BMN perimeter (Bankia

new contract)

• +2,800 loans with +4,500 collaterals of

Cerberus portfolios

• +2,000 REOs, +1,800 loans with +4,000

collaterals of institutional funds portfolios

• In the process of onboarding BBVA REO

portfolio

• Bankia contract: first renewal of a core contract in

a highly competitive process, proving our

capacities and the excellent service offered to our

existing clients

• One new RED portfolio bought by Cerberus

• Two new servicing contracts from institutional

funds of portfolios purchased from our clients

(Bankia and Cajamar)

• BBVA stock and future REOs inflows servicing

contract

• New contracts with an insurance company, REIT

and intermediary to manage its property

portfolios

5 new servicing

contracts with

flawless onboarding

execution

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Haya Real Estate 252525

1

2019 Strategic Priorities 2

2

3

• Finalizing negotiations of SLA. No upfront payment required

• Haya will service the REOs owned by the JVCo set up between Cerberus and Santander

• The initial AuMs are €2.2BN (GBV) comprised of >20,000 residential units

• Onboarding expected by end of March

• The contract will start to contribute in 2019 financial results

• Conversations around renewal have started

• Sareb has communicated newly envisioned business model

• We will work with Sareb over coming months to agree mutually beneficial terms

• Objective calendar: agree terms by June´19

Divarian

Apple

Sareb

• Divarian was set up (80% Cerberus / 20% BBVA) in October 2018

• The assets were transferred from BBVA´s different entities to JV Co

• Potential new servicing agreement for the JV Co assets

• Haya is well positioned due to demonstrated experience, track record and relationship with Cerberus/BBVA

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Haya Real Estate 262626

• Haya property management

platform and track-record

(19k units under management)

allows us to put together

compelling service offerings to

REITs, including Cerberus

• 10 different clients with

different profiles: Spanish

banks, institutional funds,

insurance companies and REITs

• 45-people, experienced

specialized team

• Ready to capture new

opportunities in the market

• Strong potential to enter the

C2C space in selected markets,

combining Haya’s capacity to

source market opportunities

from the various managed

assets at attractive prices

• Cross selling opportunity

through referral fees from

banks for mortgages

originated from Haya asset

sales to individuals as well as

insurance and utilities

companies to obtain contracts

from customers

• Unique experience in debt

recovery and negotiated

solutions allows Haya to

offer tailored solutions to

clients to speed up processes

and ensure documentation

and filings are up to date

• Potential to leverage Haya’s

unique positioning as

mediator between financial

institutions and end-

consumers to facilitate

information upflow

2 Strategic Initiatives

Property management Debt Services Services to consumers

• Untapped market potential

of land-permit advisory

procedures for new builds,

project management and

commercialization

• 33-people, experienced

specialized team

• Potential new contract with a

developer to commercialize

its housing developments

(+20 promotions with +600

residential units) located in

different provinces in Spain.

Terms in negotiation

Services to developers

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Haya Real Estate 27Haya Real Estate

3. Financial Review

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Haya Real Estate 282828

€39,652 MM-1.3% YoY

Key Financial Highlights

Assets Under

Management

3

€4,794.2 MM+13% YoY

Transaction

Volumes

€1,505.7 MM+1% YoY

RED Volumes

Revenues Free Cash Flow2 Net Debt

REO Co. Volumes

REO Volumes

€1,287.0 MM+18% YoY

€2,001.5 MM+21% YoY

€273.7 MM+7% YoY

€122.6 MM+23% YoY

€448.2 MM

Avg. Volume serv. fee 3.44%

Avg. Mangmt. fee 0.21%

Cash conversion 92%

Adjusted EBITDA1

€132.6 MM-9% YoY

EBITDA margin 48% Leverage ratio 3.4x

(1) Adjusted EBTIDA is the sum of GAAP operating profit plus D&A, adding back €5.8MM of non recurring costs including IPO and M&A related costs (2) Free Cash Flow is defined as

Adjusted EBITDA less capital expenditures and change in working capital.

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Haya Real Estate 292929

Assets Under Management3

Total 40,159

AuMs decreased by €507.4MM compared to December 2017 mainly due to the natural evolution of the Sareb portfolio (closedperimeter) partially offset by the new BBVA perimeter, inflows from the existing contracts and the new contracts awarded in the year

Asset under Management evolution (GBV) (€ MM)

RED REO

28,241

11,918

AuMs EoP 2017 Inflows from

new contract

wins

Inflows from

existing

contracts

Outflow REO Co Inflow REO Co Outflows from

recoveries /

sales

AuMs EoP 2018

Increase Decrease

892

4,136

1,635

367

(1,101) 1,045(4,519)

(2,992)

23,501

16,151

Total 39,652

(1,907)

New Bankia

Contract

1,936 (7,511)

295,028

2,002

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Haya Real Estate 303030

1.498.0 1,505.7

1,089.91,287.0

1,657.0

2.001.5

4,245.0

4,794.2

2017 2018

REDs REO Co REO

• Strong performance in Sareb

(+142%) helped by a portfolio sale

and an increase in retail sales

• Strong performance in Bankia (+34%

YoY), due mainly to the portfolios

sales and an increase in retail sales

• Good performance in Cajamar

(+12%), due to an increase in retail

and wholesale sales

• BBVA contribution in Q4´18 with no

corresponding impact in 2017

• Lower activity in Liberbank due to the

large portfolio sold in Q4 2017

(€456MM)

Transaction Volumes3REDs Transaction

Volumes REO Conversion

Transaction Volumes REOs Transaction

Volumes

€1,506MM

+1%

• Very strong performance in

Cajamar, helped by a significant

portfolio sale >€200MM in the

Q2´18. Haya has been awarded the

servicing of the portfolio sold

• Strong performance in other clients

+128% due to the new portfolios

awarded at the end of 2017 and

2018

• Lower recoveries in Sareb due to

Sareb´s focus on margin

• Lower recoveries YoY in Bankia due

to the novation of the contract in

April which removed REDs from

perimeter

• Very strong performance in REO

Conversion mainly due to the strong

activity in Sareb because of the

aggressive litigation plan carried out

during the year. More than 2,400 claims

presented in 2018 for over €3,8BN in

GBV

• Lower activity in Cajamar REOCo

impacted by the large REDs portfolio

sold in the period

€1,287MM

+18%€2,002MM

+21%

Transaction volumes comparison

(€ MM)

(%) of total

(35%) (31%)

(27%)

(42%)

(39%)

(26%)

+13%

~130,000

loans

managed

~76% REDs portfolio

under management

is litigated

+121,000

assets

managed

~30,000

assets sold

~24,000 loans

recovered

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Haya Real Estate 313131

REDs

44%

REO

Co

13%

REO

43%

161.3 165.0

78.883.7

16.525.0

256.6

273.7

2017 2018

Volume fee Management fee Other revenues

• Management fee increased by 6.2% due to the Liberbank, BBVA and other clients contribution, which have

offset the decline in Cajamar due to the large REDs portfolio sale and Sareb (closed perimeter)

3

• Volume fee increased by 2.3% mainly due to the strong performance in REOs volume fee (+17.6%) across all

clients partially offset by:

• Decrease in REDs volume fee (-11.4%) mainly due to mix between retail and portfolio sales, the novation

of the Bankia contract and the lower activity in Sareb

• REO Co fees in the period (-1.0%) impacted by Cajamar partially offset by the good performance in Sareb

• The average volume servicing fee as % of volumes was 3.44% mainly due to the product mix and

portfolio sales during the year

Revenues Comparison

Revenues

+7%

(€MM) Volume fee

2018:

€165.0MM

2017:

€161.3MM

Management fee

Breakdown

by product

Other Revenues

• Other revenues increased by 51.5% mainly due to an increase in ancillary services provided under the core

contracts, mainly Bankia, Liberbank, BBVA and other clients, partially offset by the lower revenues in the

Securitization business

Revenues increased by 7% due to the increase in volume and management fees mainly impacted by the strong performance in REOs

(31%) (31%)

(60%)(63%)

(6%)

(9%)

(%) of total

3.44%3.80%

% average volume servicing fee

REDs

38%

REO

Co

13%

REO

49%

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Haya Real Estate 323232

146.4

3.74.9

8.623.3

7.8

132.6

2017 Adjusted

EBITDA

Volume fee Management

fee

Other revenues Operating

costs

Personnel costs 2018 Adjusted

EBITDA

Adjusted EBITDA decreased by 9% explained by an increase in operational and personnel costs due to a strong performance in REOs andnew FTEs hired to service the new contracts awarded

Adjusted EBITDA bridge3

(1) Adjusted EBTIDA is the sum of GAAP operating profit plus D&A, adding back €5.8MM of non recurring expenses including IPO and M&A related costs . (2)

Personnel costs adjusted by the non cash personnel expense related to the shareholder sponsored incentive plan (€3.90M) in 2017.

1

• Higher professional services (channel costs and cost of

agencies) due to the strong performance in REO transaction

volumes. Additional contribution from Liberbank and BBVA in

2018 with less impact in 2017

• Higher other professional services due to external

workforce, partially offset by lower IT operating expenses

• Higher marketing and contact center costs due to increase

in REOs activity and new commercial campaigns

% Adjusted EBITDA margin

1 Operating costs impacted by:

2

• Liberbank and new servicing portfolios awarded at the

end of 2017 and 2018 have increased number of FTEs.

• Moreover, we have reinforced the Compliance,

Internal Audit, Data and Process Quality, Finance &

Data Analytics departments to best address our clients´

and our own corporate needs

Personnel costs impacted by:

Adjusted1 EBITDA Bridge (€ MM)

57% 48%

2

2

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Haya Real Estate 333333

99.6

13.92.6

39.4

122.6

FCF 2017 Adjusted EBITDA Capex Change in working

capital

FCF 2018

Free Cash Flow 3Free cash flow increased by 23% (+€23MM vs FY 2017) leaving a leverage ratio of 3.4x as of December 2018

(1) Free Cash Flow is defined as Adjusted EBITDA less capital expenditures and change in working capital. (2) Adjusted EBTIDA is the sum of GAAP operating profit plus

D&A, adding back €5.8MM of non recurring costs including IPO and M&A related costs in 2018 (3) Capital expenditures adjusted by €102.7MM of Liberbank´s upfront

payment and VAT Facility in 2017 and €107.7MM of Bankia´s upfront payment in 2018 (4) Excludes €3.5MM paid to Bankia under the Banking Partner Agreement in 2017

Free Cash

Flow1

Comparison

FY 2017 FY 2018

Adjusted EBITDA2 146.4 132.6

Capital expenditures paid3 -9.4 -12.0

Change in working capital -37.4 2.0

Free Cash Flow 99.6 122.6

% Cash Conversion: FCF1 / Adjusted EBITDA2

• ~€6MM

payments

related to IT

capex

incurred in

2017

Improvement in working capital:

• Higher collections in Cajamar

and Liberbank impacted by

large portfolios recorded in

receivables as of Dec.´17

• Improved collection process in

Cajamar

4

(€ MM)

68% 92%

(€ MM)

Free Cash Flow Net Debt

Main

Highlights

• Leverage ratio of 3.4x

• Cash generated in 2018 used almost fully to pay for Bankia´s

upfront payment of €108MM

• Comfortable cash position of €21MM at year end + €15MM

undrawn RCF

Leverage ratio: Net debt / Adjusted EBTDA2

443.1

448.2

2017 2018

3.0x 3.4x

(€ MM)

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Haya Real Estate 34Haya Real Estate

4. Conclusions

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Haya Real Estate 353535

4 2019 Strategic Priorities

Sareb

Renewal

Maintain

excellence in

servicing existing

clients

Continuous

Business

Development

2019Apple

portfolioPotential

Divarian

servicing

contract

Page 36: Morgan Stanley Leveraged Finance Conferencecorporate.haya.es/static/pdf/corporate_presentation_april_2019.pdfHaya Real Estate 66 6. 40 45 34 31 30 7 7 4. Notes: (1) AuMs in Spain only

Haya Real Estate 36

Calle Vía de los Poblados nº3. Parque Empresarial Cristalia, Edificio nº9, CP 28033, Madrid

901 11 77 88 | www.haya.es